Unleashed
by Dark Star of Chaos
Summary: Starscream always thought that he would rather die than live a reprogrammed life. But when that life becomes his, the choice is no longer so easy. Is death really the only way out? Or can freedom come through other means?
1. Freedom Lost

**This is something I've been thinking about for awhile, but I only recently figured out the beginning. For the purpose of this story, the Robo-Smasher was a hoax. Also, I wanted to say that I don't hate Soundwave. He's actually one of my favorite Decepticons. But he does do some pretty bad things here, so feel free to hate him yourselves.**

**Warning: This story contains hacking, which is considered by some to be a form of transformer rape. If you are one of them, and don't like or can't handle rape, you may not want to read this story. If you do, proceed with caution.**

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><p>In the dark of the night<br>Terror comes true  
>-In The Dark of The Night, Anastasia soundtrack<p>

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><p>The last thing any of the Decepticons wanted to hear after an energy raid gone wrong was Starscream and Megatron arguing again. Unfortunately, if predictably, they were doing just that.<p>

Soundwave's unseen face was set in a dark frown as he watched his superiors hurl abuse at each other. He really wished Starscream would stop using the Command Center for these confrontations. He knew that wouldn't happen though, because the purpose of these verbal attacks was to reduce the Decepticons' respect for their leader. Thus, the need for an audience.

It was shameful how easily Starscream let his obsessions override his common sense. Past experience should have taught him that discrediting Megatron would only lead to infighting as other Decepticons tried to take command. Starscream was smart enough to know that, but he was so focused on dethroning Megatron that he seemed to ignore what effect it would have.

Not that words alone would ever bring down Megatron. His followers ranged from completely loyal to biding their time, with some not caring who was leader. It helped that no one really listened to Starscream anyway, even when he was right. The only reason Soundwave reached for the red and silver Seeker's mind now was to make sure he didn't try anything stupid. He was more useful alive, and the telepath was tired of using suggestion to keep Megatron from killing him.

It had been a long time since Soundwave could dig freely through the flier's mind, but Starscream's emotional state seemed to be typical for the situation. He was almost always angry, and a mix of hatred and fear was normal when he was around Megatron. The nervous suspicion was more out of place, but even that was explainable. Lately Megatron had been looking into a new way to keep Starscream under control, and the Seeker was rather observant. He knew something was different, even if he didn't know what, and it was making him cautious. The odds of him doing something regrettable were almost non-existant.

Any other mech would have relaxed then, but Soundwave knew better. "Almost" wasn't good enough with Starscream; he was so emotional that he regularly defied logic, and so impulsive that even Soundwave didn't always know what he would do until he did it. That spontaneity made him dangerous, especially since no one, Autobot or Decepticon, took him seriously.

No one except Soundwave. There was more to Starscream than an abrasive personality and a thirst for power, though to be honest, it was in Soundwave's favor for others to think differently. Especially Megatron, who had been carefully led to believe that Starscream was delusional and unbalanced. It was an illusion that had saved the Seeker's life many times when his treachery could otherwise have been a death sentence.

Keeping Starscream alive would be a lot easier once Soundwave was allowed to... _adjust_ his programming a bit. It was an extreme method of controlling the Seeker, but it was also the most likely to work. All he needed to do was convince Megatron, which wouldn't be hard after this confrontation.

Soundwave narrowed his optics behind his visor, watching in silence as the argument turned physical. One blow brought Starscream to the floor, and as usual, the Seeker was quick to back down. But his face twisted into a snarl after Megatron turned away, and for a moment it seemed like he would try to shoot his leader in the back again. Instead he climbed to his feet, directing his gaze to the Decepticons who had been watching the latest fight, then glaring after Megatron.

"I'm beginning to think you don't _want_ this war to end," he snapped, jabbing a finger at the larger mech. "You've had plenty of chances to kill Prime just since we wound up on this planet, but you never do! If you're such a wonderful leader, Megatron, then why is Optimus Prime still alive?"

"As usual, you speak of things you don't understand," Megatron said coldly. "You're a greater fool than I thought if you truly believe killing Prime would end this war."

"Then why are you so obsessed with him?" Starscream demanded. You're the leader! You should be defeating Autobots, not wasting time on some stupid rivalry!"

"Perhaps you should take your own advice, Starscream. You would be more useful." Ignoring his Second's indignant squawk he added, "Soundwave, come with me," and headed from the room. Soundwave followed without complaint, but he made a sweep of the assembled minds as he left. Finding nothing to suggest that Starscram's words had affected the other Decepticons in the slightest, he then put the incident from his own mind.

The pair walked in silence until they reached Megatron's office, which was large, but mostly empty. A single chair behind a steel desk was the extent of the furnishings, while a wide window in the far wall gave a view of the dark water outside. It was to the window that Megatron walked, and to the window he spoke, though it was his Third-in-Command he addressed.

"I've given your proposal much thought, Soundwave. But while I agree Starscream would be easier to deal with if he was reprogrammed, I have to question whether he would still be able to carry out his duties as my Second. He's effective when he wants to be, and I don't need another Skywarp."

There was a hard note in his voice that warned Soundwave to answer carefully if he wanted this to go in his favor. Venting a hidden sigh he said, "Starscream's effectiveness would not be compromised. Suggestion: program him to obey you. Lay down rules to limit his behavior, but give him permission to act freely within those perimeters."

Megatron frowned, his expression clearly reflected in the window. "Can't you just remove his rebelliousness entirely?"

"Negative. Rebellion is a spark trait."

From the look on his face Megatron had only a vague idea of what that meant, but he didn't question it. He merely turned to Soundwave and nodded. "Do it tonight then," he said. "But remember, I don't need a glorified drone."

Soundwave inclined his head as well, smiling under his mask. "affirmative," he said.

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><p>Starscream growled in frustration as he slammed his hands down on his desk. What was <em>wrong<em> with the idiots in this base? He had just pointed out a massive flaw in Megatron's leadership, had gone on about it at length once the mech in question left, and _still_ he had been laughed down fo suggesting that he could do better! When he left the Command Center, Scrapper and Astrotrain had been arguing their_ own_ cases as leaders!

It was infuriating. Starscream dragged his fingers over the desktop, ignoring the screech of metal on metal, then pushed himself away and started pacing. His optics swept his quarters, searching for something to take his anger out on, but there was nothing. The possessions he cared about were in his lab, and aside from the desk, a chair, and his berth, he'd long since destroyed everything else he'd owned. Snarling, he returned to the desk and hooked the chair with his foot, pulling it out and dropping into it.

What did he have to do to get some respect? Kill Optimus Prime himself? He'd tried that and it hadn't worked. He didn't think killing the Prime would end the war anyway, regardless of what Megatron thought. In fact, it was probably better for the Decepticons if Prime stayed leader, because he was the most soft-sparked Autobot of all. Prowl was more ruthless, Ironhide would rather shoot than talk, and Jazz was just dangerous. Killing any of the officers _but_ Prime would improve the Decepticons' chances, really.

For a moment Starscream wondered if Megatron knew that, but he dismissed the notion with a huff. That would be giving him _way_ too much credit.

The Seeker vented a sigh and leaned back in his chair, crossing his arms. He was still angry, but being alone with his thoughts - and well away from the source of his ire - had calmed him somewhat. But because he _was_ still angry, he spent the next half-hour thinking of ways he could kill Megatron. Few of them were simple enough to be practical, but they made him feel better.

He was in the middle of a fantasy involving a tar pit, a big rock, and a catapult, when his thoughts were scattered by a high-pitched beep. After a moment of confusion he realized someone was requesting entrance, and he stared intently at the door. Skywarp would just teleport in, Megatron would either shoot the door or use an override code, Thundercracker was in the med bay after the raid earlier, and no one else ever visited. So who was out there, and what did they want?

For several seconds Starscream sat frozen, debating whether or not to let his visitor in, then deciding firmly against it. This was too far out of the ordinary for his liking. Megatron's apparent preoccupation with an unknown project was bad enough without other strange things happening.

Another sharp beep cut through the silence, followed by the soft, whining hum of Starscream's weapons systems onlining. He rose from his chair and cautiously approached the door, staying to one side in case whoever it was tried to blast it down. About twenty feet away he stopped and raised his rifles, then waited until the next beep came before shouting, "Unless we're under attack or Megatron is dying, I don't care! Go away!"

"Negative," came the slightly muffled reply. "This is important."

Soundwave. Megatron's most loyal pet, probably here to scold him for disrupting the oh-so-important hierarchy of the Decepticons. It had happened before, mostly during his early days as Air Commander, but apparently he'd caused enough trouble lately to earn another lecture. Starscream almost told him to save it till morning, but he stopped himself. Soundwave was patient enough to wait out there all night, and the last thing the Seeker wanted was the creepiest mech in the _Nemesis_ standing outside while he was trying to recharge.

"I've already told you what I consider important," he said instead. "If it's not on the list, leave me alone."

"Soundwave: acting on Megatron's orders."

In other words, if Starscream didn't hear Soundwave out, Megatron would get involved. Scowling, he lowered his weapons and silently sent the command to open the door, which slid aside to reveal the Communications Officer. Soundwave was as inscrutable as ever stepping into the room, but Starscream felt strangely uneasy. Was that red visor glowing a bit more brightly than usual? Was that even stride a little more purposeful?

They were small differences, small enough to be his imagination. So why did he feel like he was being hunted? Why did everything in his want to get the frag out of there?

"So what does our glorious leader want?" he asked, trying to still the nervous twitching of his wings. Soundwave hadn't stopped moving, hadn't even slowed down, and Starscream took an involuntary step back.

"Megatron wished you reprogrammed."

Starscream stared at the slightly taller mech, unable to believe his audios. Then he was scrambling backward, raising weapons that had never been powered down and aiming them at Soundwave's chest. "That's insane! He can't reprogram anyone he wants just because it worked on the Combaticons! It's too risky, and I'm too valuable!"

"Resistance is useless. Suggestion: don't fight me."

"Forget that! I'm _not_ going to let you do this to me. Now get out of my way!"

Soundwave didn't move, which was no surprise, but at least he'd stopped advancing when the Seeker's weapons came up. Starscream circled around the telepath until he was about a wing's length from the door, which had closed automatically after Soundwave entered. Not once did the flier drop his gaze or his rifles from the silent mech, who did nothing more than turn in place to keep him in sight.

"I don't know where Megatron got the idea to reprogram me, but it isn't going to happen," Starscream snapped, pinging the door with a command to open and backing toward it. "He'll never consider this again once I've explained the risks _you_ clearly didn't!"

He was just about to fire on Soundwave when he felt metal against his back. Distracted, he craned his neck in an effort to look past his air intakes, barely identifying the dark mass on the edge of his vision as the door.

_The door hadn't opened._

Alarmed, Starscream jerked his gaze back to the front just as Soundwave slammed into him, knocking his arms out to the sides. The Seeker twisted violently as he was pinned against the door, but the grounder had a significant weight advantage over him.

"It will happen," Soundwave said, a hard edge to his monotonous voice. Starscream snarled in reply and brought his foot down on Soundwave's sending power to his thruster. The dark mech recoiled as he was burned, giving the other a chance to hurl himself forward. They crashed to the floor in a heap, Starscream on top. His fist collided with the masked face even as Soundwave lurched upward, using the Seeker's own momentum to throw him off. Starscream hit the foot of his berth hard before dropping back to the floor.

The Air Commander was dazed from the impact, but he enough presence of mind left to roll over and sit up. The fog cleared immediately when he found Soundwave looming over him, however, and his back clanged against the berth as he recoiled. He barely got his weapons up before firing, but Soundwave moved at the same time he did, twisting to one side and avoiding the lasers by a scant inch. Then an arm swept across, knocking both of Starscream's away. In the same movement Soundwave grabbed the tip of the Seeker's near wing with his other hand, yanking it forward and pivoting so that it passed between the struggling mechs. Starscream shrieked, forced to turn as well to keep it from being torn off. Soundwave threw his full weight against the wide surface, off-balancing his opponent and sending them back to the floor. The Seeker screamed again as his other wing hit first, giving away under their combined weight with a sharp _crack_ and a sensation like fire.

For several seconds Starscream squirmed and bucked, unable to think of anything except getting off of his broken wing. But Soundwave kept him pinned, lying on the smaller mech to hold him still. The thought that he should stop fighting drifted through his mind, but he _knew _it wasn't his, and he struggled all the harder.

"Desist," Soundwave ordered. "You will only hurt yourself more."

Starscream's only reply was a static-laced curse before he switched his comm on, hoping to call Skywarp to help him. An icy feeling gripped his spark when all he heard was more static. If Soundwave was jamming communications somehow, which was highly likely, then he was in major trouble.

A hand came down on the side of his head, pushing it to the floor, and all vestiges of rational thought fled. He writhed under his attacker, threatening and pleading in equal measure, terrified by the knowledge of what was coming. But Soundwave was unmoved by either words or struggles, and within moments fingers were brushing over the back of the Seeker's head, opening an access panel. Then Soundwave plugged into him, and he knew it was over.

The presence at the edge of his mind was barely tangible at first, but it was through his primary firewalls almost immediately, and he couldn't help but shrink back from its touch. Soundwave was sharp and focused, calm in the manner of the frozen tundra, and with just as little mercy. It was so alien, so utterly not-Starscream, that his first instinct was to avoid it. Then, as it started breaking down his secondary firewalls, he attacked instead.

If it had been a simple battle of wills, or if Soundwave had been less experienced, Starscream might have won through sheer intensity. As it was, the telepath had been hacking minds since the war began, while the Seeker seldom touched any mind for any reason.

It only took a few minutes for Starscream to exhaust himself mentally, and his physical efforts faded soon after. Victory won, Soundwave's presence began probing at his mind while he offlined his optics, trembling.

_-Relax,- _Soundwave said in a thought-voice that lacked the flat, hollow tone of his real one. _-You will not be harmed.-_

_-Define 'harmed',-_ Starscream hissed, his own thought-voice weak. _-You already broke my wing, and now you're going to reprogram me. I call that harmed!-_

Soundwave didn't reply, but the weight pinning the Seeker under his own wing lifted. The slightly crushed appendage shifted to a more normal position as Starscream reactivated his optics, fixing a wary gaze on the blue mech. Soundwave was still far too close for comfort, but the short cable stretched out between their heads warned him not to attack. He'd kept the telepath at bay this long by training himself to think in images and sensations rather than words, but that wouldn't help with Soundwave plugged into him.

Something that felt distinctly like approval touched him through the connection, and for a moment he was torn between shock and a burning desire for more. Then Soundwave reached for him and his terror returned.

_"Get away from me!"_ Starscream lashed out even as he jerked back, jarring his damaged wing and slamming into the side of the berth again. Soundwave caught his fist at the same time, using it to pull him from the floor. Somehow Starscream found himself trapped against the other mech's chest, fighting for all he was worth. It was only after the burst of frantic energy faded that he realized his wing hurt less with his weight off of it. Not only that, but he was being restrained in a way that didn't cause further damage.

"Be still," Soundwave ordered quietly as the Seeker's desperate struggles lessened. "You will be fine. There is no reason to be frightened."

"That's slag," Starscream rasped, straining against Soundwave's arms a final time before slumping back and going limp. "Stop playing nice and just _do_ it if you're going to. Just... get it over with..." His voice died and he offlined his optics again, trying hard to ignore the barely-felt pulsing of Soundwave's spark. The steady rhythem was comforting on a level that went beyond programming, and it sickened him to even acknowledge the fact.

"Upload: thirty-seven percent complete," Soundwave stated. A small shudder went through Starscream's frame, but he didn't start fighting again. He didn't know what the other mech was uploading, but he did know it was too late to stop it.

He was already being changed...

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><p>Soundwave studied Starscream's coding carefully while he waited for the programs he'd written to upload. The obedience program would have to be tied in with the rest of the Seeker's social programs, and he had to figure out how to do it. New coding had to be integrated carefully to minimize problems, especially since Starscream already had trouble with his social center. Any mistake and the best that could happen was for his anti-virus software to delete the foreign code.<p>

It looked like that was a possibility anyway though, considering the state of his coding. Most of it was alright, but there were a few holes, as though some lines of code had broken down. Most likely it was the result of a virus, but if it had ever been repaired, it had been done badly enough that his anti-virus software had cleared it out again.

Soundwave briefly considered repairing some of it himself, but decided against it. This was old damage, and Starscream could clearly function without the extra code. Replacing it now could actually impare his ability to function, especially in social situations. Besides, the new programs would place enough strain on his processor, even if they integrated smoothly. If they didn't... well, Soundwave wanted to keep processor crashes to a minimum.

When the upload finished, Soundwave linked everything together and entered the required data to activate the obedience program, placing Starscream under Megatron's control. Then he set the activation requirement for the sleeper program that would turn control over to Soundwave when the time came. With any luck he would have Starscream won over by then.

The Seeker finally seemed to be calming down some. He was still shaking, but the terror was being replaced by a numb emptiness. It was a normal response to trauma, and a small part of Soundwave was sorry for causing it. But Starscream would benefit from this in the long run, so it was hard to feel truly guilty.

Soundwave unplugged his data cable and let it coil back into his head before closing both mechs' access panels. Then he stood up, keeping his arms firmly around Starscream as he lifted him on to the berth. The Seeker made no effort to withdraw, so Soundwave sat down next to him and studied his broken wing. The pale surface was marred by a long crack that ran straight down the middle, neatly bisecting the purple symbol there. The main spar had also snapped, but there was no energon, and nothing had twisted. There must have been a pre-existing fracture for it to have broken so cleanly.

It would be easy enough to fix, even for a non-medic, and Soundwave hadn't meant to actually hurt Starscream. He could fix this if he was given the chance.

He laid a careful hand on the quivering appendage, and was unsurprised when it jerked at his touch. He glanced up to find Starscream watching him through pale, frightened optics. Soundwave had never seen the Seeker look at anyone in quite the same way, but it didn't really bother him. He'd actually expected a much worse reaction, though maybe Starscream was just too tired right now. Mental exhaustion went far deeper than the physical kind, after all.

It wasn't until Soundwave pulled a roll of tools from his subspace that Starscream seemed to rouse himself. He made a strangled sound and smacked the hand from his wing, then shoved himself backward until he fell off the far edge of the berth. Soundwave circled around, mildly concerned, but Starscream drew back again.

"Get out," he whispered harshly, fear, anger, and dispair warring for dominance in the shaking rasp. "You've already _ruined_ me... isn't that enough?"

For a moment Soundwave merely considered him in silence. Then he stepped back, knowing Starscream couldn't take any more right now. "Rest then," he said, shutting off his short-range comm jammer. He was a little disappointed that his help had been rejected, but he wasn't surprised. He would just have to handle the Seeker carefully, and make sure Megatron took the blame for deciding to reprogram him. This would never work if Soundwave's involvement came out.

There were still a few things Soundwave needed to do before the night was through, so he decided to take his leave. He felt no remorse for what had happened, and why should he? Starscream would be fine once he calmed down and started thinking logically again, and he had the ability to fix his own wing if he didn't want to visit the med , Soundwave firmly believed that the ends justified the means. Sometimes things had to get worse before they got better, that was how life worked.

So he left, not sparing a backward glance for the Seeker he had hurt. Once he was gone Starscream pressed himself into a corner, shaking so badly that his wings tapped out a rapid beat on the walls. Each small impact was painful, but not nearly so much as knowing what had been done to him. A soft keen escaped his vocalizer, and he buried his face in his arms to muffle any further noises.

It would be a long time before he moved again.

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><p><strong>I haven't seen many stories like this one, so feedback is appreciated. Also, I'm not sure Soundwave has a communications jammer, but given his roll as Communications Officer, he should. So he does.<strong>


	2. Nightmares Begin

**Here's chapter two. **

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><p>Now there's a haze<br>Pushing me sideways  
>And leaving me nothing to gain<br>Taking me back, locking me  
>Cold in disparity<br>-Unleashed, Epica

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><p>Starscream stared at the wall opposite him, scarlet optics dim and tired. Half his face was still hidden by his folded arms, but his shaking had stopped about an hour earlier. Now he just felt sick. His head hurt, his wing hurt, and while his systems were running hot from stress, his mind still felt chilled from Soundwave's presence.<p>

Most of all he was numb inside, as though he had just watched someone being attacked instead of experiencing it himself.

He had never felt so weak in his life. Nothing Megatron had ever done to him, no punishment or unjust accusation, had _ever_ made him feel this way. It was all he could do not to purge when he thought about how easily Soundwave had defeated him. Justifications offered themselves one after another: Soundwave was bigger, stronger, better prepared, more experienced, Starscream hadn't had enough room to maneuver. It was all true, but it only made him feel worse.

If Soundwave knew anything about the responsible side of changing code, he would be back to make sure the new programming was properly integrated, and to work on it if it wasn't. Starscream didn't want to be hacked again, but if he couldn't stop it once, what chance did he have a second time? What if an error, or even a glitch, emerged because of coding conflict? How many sessions would it take to fix it?

How often would this nightmare be repeated?

Starscream pressed his lips together as his fuel tanks threatened to empty. The only thing worse than being hacked was not knowing what Soundwave had changed. What was going to happen to him now? Would he be able to tell when the new programming was at work, or would his altered behavior seem natural?

The uncertainty scared him. He had never felt so helpless, so completely out of control. Just how badly would his body betray him? What about his thoughts? How would he be able to trust himself if he didn't even know which _thoughts_ were his own?

It was too much. He gave a low groan and lurched forward, landing heavily on his hands and knees right before purging violently. The sudden movement sent a fresh jolt of pain through his wing, forcing a ragged sound from his throat that quickly turned to choking. By the time it ended his arms could barely support him. His wings hung so low at his sides that the tips brushed the floor. He was alone, but he felt vulnerable, threatened. He could hear himself keening again, but this time he didn't try to muffle it.

He wanted so badly not to be alone right now. If he wasn't so damaged he wouldn't have to be. He would have a Trine that actually _cared_ about him. Instead he had Skywarp and Thundercracker, and he knew they barely tolerated him. He couldn't remember exactly when they turned on him, didn't really understand how it had happened, but it had. Thundercracker - who had explained to him what Trine even _was_ and had helped him make some sense of his patchy coding - Thundercracker _hated_ him, and Skywarp just didn't care anymore.

He sank slowly to the floor, lying on one silver wing and letting the broken one rest on his tightly curled form. The spark of anger was gone as quickly as it had come, unable to find fuel in his exhausted mind. He couldn't blame them for not caring after the way he treated them. It was his fault that he was alone now, just as it was his fault that Soundwave had been able to reprogram him. He should have fought harder.

The justifications came back to the surface as logic tried to show him exactly why he had been doomed from the start. But all it did was feed his despair and bring back the fear.

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><p>According to Soundwave's chronometer, it was 5:00 AM local time. A little early for an off-duty mech to be up and about, but for him it was normal. Besides, he needed to check on Starscream and make sure the Seeker was alright before Megatron called them was a skilled coder, but he knew Starscream was going to have a hard time for a while.<p>

The blue mech strode through the dim hallways toward the flier's room, his unseen frown at odds with his purposeful stride. Seekers were well known for being difficult to work on, because they had so many programs that other frametypes lacked. That meant more things could go wrong,and that was saying a lot considering how many problems a bad change could create in the simplest system. Few coders would willingly work on a damaged Seeker like Starscream, and the more Soundwave thought about it, the grimmer he became.

Obedience programs, like all shell programs, were not generally harmful. They worked with the system instead of against it, and if coding conflict arose, the original programs would be allowed to function unhindered, avoiding errors. As long as the reprogrammed bots obeyed orders and made no attempt to harm their registered masters, they could live their lives without any negative impact from their coding.

Starscream, however, was unlikely to follow the rules, and every time the program had to enforce proper behavior, any underlying problems would come to the surface.

Of course, that wasn't always a bad and minor glitches could be excellent deterrents for those who would otherwise disobey constantly. But they could be very dangerous in certain circumstances, which usually made it better to fix the problem instead.

In the end, it came down to this: Starscream was missing a lot of code, which left fewer chances for conflict. But it also meant that his programs had established a careful balance to maintain as much normal functioning as possible. The new program would upset that balance every time it activated, potentially causing glitches that couldn't be easily fixed. Eventually a new balance would be established, but it would take a long time if Soundwave didn't help it along.

The problem lay in keeping Starscream alive that long. A single glitch in the middle of battle could end the Seeker, which would set back the plan considerably.

He found Ravage sitting outside Starscream's room when he got there, so he knew the Seeker was still inside. The mechanical panther looked ill at ease, though no one but Soundwave would be able to tell, and it made him wonder what was wrong.

"Ravage," he greeted softly. "Did something happen?"

Ravage turned his head, giving the door behind him a hard stare before looking at Soundwave. "Starscream isn't taking this well," the felinoid said bluntly. "He spent the whole night whimpering, and I think he purged a couple times. It's been maybe half an hour since I last heard anything."

Soundwave nodded his acknowledgement and called Ravage back, choosing to ignore his eldest creation's tone. Once the cat was safely docked he reactivated his comm scrambler, keyed open the door with an override code, and re-entered Starscream's room.

He found the Seeker curled up in a corner next to a puddle of energon. The hazy, indistinct form of Starscream's emotions told Soundwave that he was recharging, though probably not well judging by the negative feelings he was giving off. The dark face was set in a slightly ill grimace, but there were no other outward signs of distress.

Soundwave settled himself by Starscream's head and gave the flier a small shake, earning nothing more than a groan and the twitch of a wing. Starscream wasn't normally so completely dead to the world, but he wasn't normally so completely drained either, so Soundwave hadn't expected much. It might actually be better if Starscream stayed out for a while. He certainly needed the rest, and it would make Soundwave's job easier.

The telepath plugged in carefully, pausing when the Seeker stirred, then continuing when he settled again. The firewalls were lowered a few seconds later, giving Soundwave complete access to everything that made Starscream who he was. Personality traits stemmed from the spark, but it was memories and programming that determined how those traits were expressed. All it took was to alter those things, and the mech called Starscream would also change. Alternatively Soundwave could view anything, from the earliest memories to the most closely guarded secrets.

It was tempting, so _very_ tempting, to do some digging around. He wanted to know what Starscream had been hiding all these years. He wanted to know what could drive a Seeker to turn its back on its chosen leader. He really just wanted to know everything. But this was no time for spying; Starscream's mind was currently lost in whatever memory flux he was having, but even a recharging mind would notice an intruder sooner rather than later. It was better for Soundwave to do what he came to do.

He examined the Seeker's coding just as carefully as he had the night before, paying special attention to the programs that would be affected directly if the new one activated. It took time to do it properly, and he was only halfway through when something shifted, warning him that Starscream was aware of his presence. Barely two seconds later Starscream was fully online and jerking back, only to freeze with a yelp as the teeth of Soundwave's cable dug into his access port.

For a tense moment the two mechs stared at each other. Soundwave made no move to restrain the Seeker, hoping it wouldn't be neccesary. He watched Starscream's optics follow the length of the cable connecting them, felt confusion give away to shocked disbelief, fear, and anger as memories of the night before returned. Then what was happening in the present sank in, and Starscream's mouth fell open.

"You- While I was- _Soundwave_!" he screeched. His hands shot up from under his wing, and only Soundwave's presence in his mind let the telepath catch his wrists before he could rip the cable free.

"Desist," Soundwave said, pinning Starscream's hands to the floor in front of his face. "I don't want to hurt you."

"_Desist_?" Starscream repeated shrilly. "You're _hacking_ me while I'm recharging! If _that_ doesn't give me a right to freak out, _nothing _does!"

"Regardless, cooperation is advised."

At least he wasn't fighting yet, Soundwave mused. He was trembling, his wing was still folded down over his body, and possible escapes were flashing through his mind more quickly than Soundwave could interpret the images, but he wasn't fighting. If anything he has struggling with _himself_ and his disgusted disbelief was winning out over his fear. Soundwave took the chance to resume his examination, though he continued to watch Starscream's racing thoughts.

Finally the Seeker burst out, "What is _wrong _with you? I'm _damaged_ and no one had to tell _me_ that hardlining a recharging bot is wrong!"

"So is killing," Soundwave pointed out, frowning as he discovered a potential error. Starscream started to reply, but the telepath cut him off. "Right and wrong have no place in war."

"And that makes this okay?" Starscream demanded. He sounded and felt slightly unsure though, and Soundwave wondered how well he understood right and wrong to begin with. A few more image-thoughts flashed across Starscream's mindscape, all pictures of individual mechs, Autobot and Decepticon alike. They seemed to be symbols for abstract concepts, but without knowing what they meant to Starscream, Soundwave couldn't decipher them. Whatever meaning they held, the Seeker's doubts vanished.

"We're on the same side," he said, trapped hands balling into fists. "Even in a war, that makes this _wrong_."

Soundwave vented heavily and continued searching out errors, having decided the first one was unlikely to manifest. "What is wrong about this?" he asked, knowing the answer but wanting to keep Starscream occupied. The smaller mech snarled, shaking his head in an effort to rid himself of the data cable.

"It's a violation!" he snapped, now trying to free his hands. "Even if you weren't _reprogramming_ me, it's still hacking. Doing it while I'm recharging, when I can't even say 'no', is just..."He trailed off with a shudder as Soundwave leaned forward. It was to give the taut cable some slack, but Starscream didn't know that, and his struggles immediately ceased. He stared at the masked face above his own for a moment, then turned his head away and shut off his optics, venting shallowly.

"Don't be afraid," Soundwave said, rubbing his hands gently over the Seeker's forearms in an attempt to calm him. "I won't hurt you."

Starscream didn't believe him, of course. But Soundwave could afford to be patient. He already knew it would take a long time, but he hoped that one day he would gain the younger mech's trust.

* * *

><p>"I hate you," Starscream muttered, following Soundwave through the hallways. The words were barely audible, but he knew they were heard. He had never met a mech with such sensitive audios, except maybe Red Alert.<p>

"Noted," Soundwave replied, and Starscream couldn't repress a shudder. The telepath's voice had never bothered him before, but now a single word was enough to conjure up memories of being pinned and invaded. He pushed them back down as quickly as they came, wanting nothing more than to pretend it had never happened. There was no way he could keep working with Soundwave if he didn't.

It helped to have the larger bot ahead of him. At least he would see it coming if anything else happened.

The Seeker's jaw tightened as he rubbed one forearm, wishing he could get the feel of Soundwave's hands off his plating. He didn't understand the other's behavior at all. Not that he ever could, but there was something different this time. Something deeply unsettling. Part of it had to do with Soundwave's insistance that he wouldn't be hurt, which was an obvious lie, but there was more to it than that.

Frag it. He wasn't supposed to be thinking about this. Starscream started rubbing his other arm as he looked beyond Soundwave to Megatron's office door.

He seriously didn't want to be here. He couldn't deal with Megatron on top of what had already happened today. But here he was, wing burning from the fresh welds and tanks still deciding whether to expel the half-cube of energon he'd forced down. Escorted by his hacker to speak with his abuser.

Maybe if he purged he could hide in the med bay for a few hours.

The door slid open at their approach, and Starscream's gaze dropped to the floor. Bad enough that he had to listen to Megatron's gloating, he didn't want to see it too. He stopped just behind Soundwave and forced himself to stop clawing at his arms.

"Well, Soundwave, did it work?" Megatron asked. Starscream could feel his leader's optics on him, just as clearly as he felt the phantom touches on his arms and head. There was no way he could get through this without some kind of break down. It was impossible.

"Reprogramming: successful," Soundwave said, making the Seeker flinch. "Starscream: fully obedient." "We'll see about that." The groan and creak of metal warned Starscream that Megatron had left his chair. "Did he give you any trouble?"

"Affirmative. But it was futile."

Shame. Burning, tank-churning shame. But what did he have to be ashamed of? _He_ was the wronged party, so why did he feel like the one at fault?

"So you hacked him." Megatron's voice was closer now, and harder. "You had better not have caused any lasting damage. I have no use for a traumatized Second."

Starscream hunched his shoulders, wings low and quivering. Soundwave, however, seemed unfazed when he replied,"Chances of long-term damage: seven percent. The new program operates primarily through emotional influence. Emotions deemed harmful will be mitigated."

"_What__?_" Starscream jerked his head up to stare at Soundwave, not wanting to believe what he'd just heard."Are you _crazy?_ Do you have any _idea_ what you-"

"Starscream." A single warning word and a heavy hand on his wing. That was all it took to make him fall silent again. He shrank away from the contact, half-expecting pain and unwilling to be touched, then tensed when the hand tightened. For the first time since entering the room, he looked around at Megatron. The warlord didn't seem angry, but beyond that his expression was unreadable. Trembling slightly, Starscream looked away again.

"I'm not sure this is an improvement," Megatron said skeptically. "Why is he acting like this?"

"Starscream: now driven to please you. However, the program doesn't know what you expect of him. Result: heightened anxiety. He will calm once core directives are programmed."

Heightened anxiety. Starscream felt like he was about to crash from stress, and Soundwave labeled it "heightened anxiety". The new program must not have been working right, because the sudden, violent desire to kill the telepath didn't feel mitigated at all.

"Core directives?" Megatron repeated. "Shouldn't you have included those to begin with?"

"Soundwave: lacks authorization. Directives can only be accessed by registered master."

Oh Primus. This was just getting worse.

"Is that really necessary?"

"Affirmative. Directives require no expertise to program. Without protection anyone could change them."

"I don't remember things being so complicated when the Combaticons were reprogrammed."

"Circumstances: different. For Combaticons: simple programs were sufficient. For Starscream: such a program offers too much leeway."

"I see." Megatron's hand finally left Starscream's wing, much to the Seeker's relief, and he moved back around the desk. "You're dismissed, Soundwave. I wish to speak to Starscream alone."

"As you command." The telepath brushed passed Starscream, who couldn't help but flinch away again, then the door slid shut behind him and silence fell. The Seeker flicked his wings apprehensively, painfully aware of being alone with a mech he no longer knew how to respond to. He glanced up briefly, then looked away again when he realized he was being watched. His chronometer told him that only a few seconds passed, but it felt like much longer before Megatron finally spoke.

"Well, Starscream? Don't you have anything to say about all this?" It wasn't asked in a gloating manner, or even an amused one, and it threw Starscream off. His leader sounded perfectly serious, which was the last thing he'd expected. But it gave him hope that his opinion was actually being requested, and he took a moment to consider the question.

"I don't know what to say," he admitted at length, hating how small his voice sounded. He reset his vocalizer and forced himself to meet Megatron's gaze, trying not to look as pathetic as he felt. "Why did you do this to me? I haven't done anything, not since the Combaticons. So why...?" He trailed off and looked back to the floor, unable to continue.

"You haven't done anything _yet_," Megatron replied, "but we both know it's only a matter of time. Only a fool would believe exile had any lasting effect on you, and your behavior yesterday proves that it didn't. In fact, _nothing_ ever has a lasting effect on you."

Starscream's optics narrowed, and he curled his hands into fists. He'd done nothing wrong the day before except remove his Seekers from the sky when the Autobots showed up with anti-aircraft weaponry. Fliers weren't as effective on the ground, but they'd done alright until Megatron noticed and ordered them back into the air. Next thing they knew Thundercracker and Ramjet were both down, with Skywarp and Thrust almost getting shot while catching them. Megatron was forced to call the retreat, though of course he blamed the failed raid on Starscream. The Seeker accused his leader of paying too much attention to Optimus Prime and not enough to the other Autobots, and it all went downhill from there.

In retrospect, it had been a largely painless confrontation. If he hadn't been so angry he would have realized something was amiss, especially since Megatron left with Soundwave. But at the time he hadn't even cared.

Now he was angry again, and it overrode his fearful anxiety. He lifted his head and wings, face set in a defiant glare, and spat, "All I did was what _you_ should have done! The Autobots won because you couldn't take _three seconds_ to understand why we landed. You just sent right back into danger, and I honestly don't know who the bigger idiots are: You for ordering it, or the others for obeying!"

He was shouting by the end, even as he backed away from Megatron, who was striding toward him. The silver-gray mech still showed no signs of anger though, a fact which scared Starscream more than rage would have.

"You've proven my point perfectly," Megatron said as he backed the Seeker into a wall. "All these years I've been lenient, no matter what you've done, and you repay me with defiance and treachery. You should be grateful to have your life."

Starscream winced as the shame made itself known again, and even though he was sure it was a product of Soundwave's program, it felt no less real. It _hurt_ to know Megatron was displeased with him, even as his logical mind insisted that he had no reason to feel that way.

A hand wrapped around his throat in a familiar crushing grip, and he reflexively clung to the large forearm as he was pushed back against the wall. "You have a habit of blaming others for your mistakes, so let me make something very clear, Megatron said, putting his face close to the Seeker's. "This is _your_ fault. _You _chose to rebel, _you_ have tried again and again to kill me, and now _you_ will pay the consequences for your actions. Do you understand?"

"Yes," Starscream rasped, barely able to get it out. He felt like someone had taken a blade to his spark and carved the cruel words into the crystal. Megatron had basically just told him that he _deserved_ to be hacked, and he was starting to believe it. Whether it was a natural result of the trauma, or the new coding agreeing with Megatron, it didn't matter. The searing pain in his spark was there regardless.

For a few seconds the narrow crimson optics studied him, then the hand left his throat and Megatron stepped back. Starscream slumped against the wall and tried to control himself, shaking so much he could barely stand. To his utter horror his vents hitched slightly, a clear indicator of his approaching meltdown. For a moment he dared to hope it had gone unnoticed but, of course, he was never that lucky.

"Did Soundwave do anything besides reprogram you?" Megatron asked, clearly suspicious. The implications of that question combined with Soundwave's strange behavior almost made Starscream purge then and there, especially when he remembered waking up with that cold presence in his head. The telepath _had_ hurt him, and not just by breaking his wing; the comforting words and touches were painful in their own way, mostly because the comfort offered was fake. That it was offered at all scared him almost as much as being reprogrammed, simply because he didn't know what Soundwave wanted from him. But Megatron wouldn't care about any of that.

"No," Starscream whispered, not trusting his voice enough to raise it. "Nothing."

* * *

><p>Somehow Starscream made it through the rest of the meeting without a complete breakdown, but it was close. He left the room in a daze, upright through sheer force of will. He knew Megatron hadn't believed him about Soundwave, and while the subject had been dropped, he hoped the blue mech would be kept away from him. Whatever Soundwave was after, it couldn't be good if he was playing nice.<p>

Starscream needed to get out. He needed a place without walls or security cameras, someplace where he could collapse without being seen or stumbled across. But his quarters and his lab were both places where he could be easily found, which left him with only one option.

Five minutes later he was in the air, not caring that it was unsafe to fly when he could barely walk. He was used to flying in poor conditions, both his own and those of the weather, and a small, dark part of him gloried in it. There was always a chance, however slight, that he would crash and burn on one of these ill-advised flights. That small part of him longed for the day it happened.

He was shaking badly again, despite being in his altmode, which made it impossible to fly straight. It was almost like being caught in turbulence, except that no corrections he could make would help. The best he could do was dip lower and avoid the wind currents higher up that would make things harder.

For a brief moment he considered shutting off his engines and just dropping. Then he pushed the thought back into the recesses of his mind where it came from and kept going. The urge returned when he reached the west coast of North America, and the presence of solid ground below made it harder to resist. But he was used to holding his darkest impulses at bay, and he shoved it down again.

He transformed above a forest clearing and landed awkwardly, falling heavily to his knees. He doubled over with a soft whimper, wrapping his arms around himself as though it would ease the pain in his spark. All he could hear was Megatron's voice telling him this was his fault. All he could feel were the fresh wounds that hurt as much as any physical injury. Nothing else was real.

In the past he had always reacted to emotional pain by lashing out at whatever hurt him. Anger was his best defence, the only way he really knew to protect himself from others. But this time there was no one to get angry at, no one to blame but himself. This time he didn't know how to handle the pain.

Eventually the whimpers and moans became sharp cries, his vents hitching with shuddering sobs. With nothing to hold his weaker emotions in check, they spilled from him in an uncontrolled rush. He finally lost the battle with his tanks and purged, splattering the ground with energon the Decepticons couldn't afford to lose. A small thing, but his turbulent state made it almost unbearable.

At length his exhaustion overtook him and he slumped sideways, curling up in the dirt without a second thought. His wing was hurting again thanks to his earlier flight, but he cared about that only slightly more than he cared about the dust on his plating.

He wished he could just erase the memories of the last fifteen hours, but it was too dangerous. From a medical standpoint, his mind could only take so much tampering before being damaged, and Soundwave had already pushed him over that limit. The risk of making the damage permanent wasn't worth the relief of not remembering. Medical reasons aside, he _needed_ those memories. He needed to remember that Soundwave could and would hurt him, and might do it again. If he deliberately ignored that, he would be asking for trouble.

Speaking of remembering, he was supposed to be on duty right now. He really didn't want to move, but he forced himself to his feet, and then into the air. He never saw the small black and red shape that had followed him from base. But Laserbeak had seen everything, and while he had no fondness for Starscream, watching the proud Seeker fall apart had been unsettling. Now, gazing after the other flier from a tree, he found himself wondering if Soundwave had finally made a mistake.

* * *

><p><strong>I'm not sure how dark this is going to get, and I may raise the rating later. But if anyone thinks it needs to go up at any time, just let me know. <strong>


	3. Webs spun

**Right. Because of the way this chapter turned out, I'm officially raising the rating. Be warned for trauma, flashbacks, and other potentially triggering events from here on out.**

* * *

><p>How can you end my affliction<br>If you're the sickness, not the cure  
>-Death of Me, Red<p>

* * *

><p>Starscream had been through some truly awful things over the course of his life. He had lost Skyfire, then got his friend back just to lose him again. He had watched the destruction of his city, becoming the Winglord of a broken race as a result, when he was barely an adult. He'd put up with Megatron's abuse since his early days as a Decepticon. There had been times when physical and emotional stress left him unbalanced and angry for days or weeks at a time, unable to function in any socially acceptable manner. Through it all there was that self-destructive urge, a faint shadow lamenting his continued existence.<p>

None of it could be measured against his first day as a reprogrammed mech. He had been able to regain some control of himself by the time he got back to base, but it was a fragile sort of control. Whenever Soundwave was in the same room, Starscream became tense and fidgety, snapping at anyone who spoke to him while trying to discreetly watch the telepath. Several times he found himself staring at a monitor or a datapad without really seeing it, having been too lost in thought to pay attention to what he was doing. Once he looked up after such a lapse and realized Soundwave had entered the room without him knowing, which almost sent him into a panic.

Perhaps most disturbing was the way he reacted to Megatron's presence. It wasn't just that he felt steadier and less fearful when the warlord was around, though that was bad enough. What really bothered him was the sense that everything would be okay as long as he did what he was told. The newly programmed core directives wouldn't let him act against his leader anyway, but the program itself made him not even _want_ to. That, added to the strong desire for approval being instilled in him, was strange enough that he starting to feel ill again by the time his duty shift ended.

Being able to lock himself in his quarters at the end of the day should have been a relief. In some ways it was, because he was finally alone. But at the same time, he was afraid to be alone. Soundwave wasn't likely to try anything with other bots around, but on his own Starscream was a target. A prepared target maybe - he'd grabbed a bottle of acid from his lab - but still a target. What if Soundwave came while he was recharging again?

Starscream stared at the bottle in his hands as his thoughts chased each other in useless circles. He was sitting on the edge of his berth, elbows on his knees and a troubled frown on his face. He didn't know what to do. He needed to rest, especially since he hadn't the night before, but he didn't want to leave himself vulnerable. On the other hand, _not_ resting would do that anyway. One way or the other, he would lose.

The acid splashed against the sides of the bottle as he rolled it between his hands. He had always thought he would rather die than be reprogrammed. Nothing had ever seemed worse than being turned into someone he wasn't, with no way to resist. But his worst nightmare had come to life, and it wasn't what he'd expected.

It was _worse_. He had never imagined how scared and weak he would feel after being hacked. Never thought he would feel so helplessly out of control that he would actually _want_ Megatron to tell him what to do, just to have a sense of stability. Then there was the simple strain of having his coding changed, which was giving him a headache. It all came together to form a reality worse than anything his imagination had ever produced.

His hands shook slightly as they tightened around the bottle.

He didn't want to live in fear. He didn't want to be enslaved to someone else. He _wanted_ to be himself, and if he couldn't do that... if that had been taken from him... What was left? Everything he had done with his life, every decision and mistake that had made him who he was... What did it matter if who he was could be taken away so easily?

He took a shuddering ventilation and subspaced the acid. He wanted it close at hand, but with his thoughts drifting toward some decidedly self-harmful uses for it, he no longer wanted to hold it. Instead he picked up a pair of datapads that were sitting next to him, which he'd also grabbed from his lab, and moved to put his back to the wall.

Both of the pads were academy-level databooks on programming. One focused specifically on coding, and he'd long since committed the contents to memory. The other took a more psychological view on programming, but he had never done more than skim it. Each contained a section on reprogramming, which was presented as a crime against nature. Morbid reading material for someone in Starscream's position, but he needed to know as much as he could about what Soundwave had done.

For some time he read in silence, stopping occasionally to collect himself before continuing on. In the coding text he found a program description that matched what he knew about Soundwave's addition, and it was just as bad as he had feared. It was a slave program, considered one of the worst because it involved manipulating the targets' emotions until they would willingly do anything their masters wanted.

The purpose of the core directives was explained too; they existed to alter a target's normal behavior in a way its master found agreeable, as well as providing a baseline for obedience. Creative bots could find loopholes while following orders, but the directives couldn't be broken, which fit with what Soundwave had said. Starscream was definitely creative enough to need the extra layer of control.

Unfortunately, programming them _had_ meant letting Megatron into his head. Not nearly as deeply as Soundwave had gone, perhaps, and Starscream had allowed it, so it wasn't technically hacking. Assuming consent could exist between master and slave, which was debatable. It had been frightening either way, though it helped that Megatron hadn't seemed too happy about it himself. Starscream had expected to be heavily restricted, but only two directives were programmed: He couldn't act against Megatron in any way, and he had to follow plans as presented, without changes of his own. It could have been a lot worse, but that only made him wonder why it _wasn't_ worse, so he tried not to think about it.

On the psychological side, this program was also one of the most dangerous. Not because of glitches, of which there were generally few, but because of the emotional side effects. Given enough time the program would completely take over the emotional cortex, and from there it would dominate the entire social center. During this the slave would become more reclusive and more dependent on its master, gradually losing any and all desire to make its own decisions.

But it was the next part that had Starscream's vents stalling: The longer the program was in place, the more damage it caused to the social center if it was removed. It was a fail-safe, a way to keep escaped slaves from trying to have it removed, and there was no record of anyone recovering fully once it was installed.

This couldn't be real. Tossing the datapad aside, Starscream stood and started pacing his quarters, arms wrapped around himself in an attempt at self-comfort. He was trying to focus on venting normally so he could avoid a heat-induced processor crash, but it was hard. His thoughts kept returning to what he'd read, and he was too worked up for any kind of mental discipline.

Without a doubt, this was the worst thing that had ever happened to him. How could Megatron have authorized this? If he was finally tired of Starscream, it would have been more merciful by far to just kill him. This was just so... "cruel" didn't begin to describe it. "Sick and twisted" was more like it. How deranged would a mech have to be to do something like this to another?

The Seeker groaned, kicking his berth in frustration before sitting down again. His arms tightened around himself as he bent over, pressing his face to his knees and forcing down the mounting panic. If only Megatron would _listen_ to him for once! He would use these databooks to back up his argument, explain every detail in simple terms if he had to, whatever it took to convince Megatron that this program was _destroying_ him. He would go present his case at once if he thought it would fix anything.

But it wouldn't. One word about programming and he would be lucky if Megatron only silenced him verbally. He would never be allowed to speak long enough to make his point properly. But what else could he do? Soundwave and Shockwave were the only Decepticons besides himself who knew anything about coding, but neither was an option. He couldn't change his own coding unless he wanted to create a virus and introduce it to his systems. It wasn't technically impossible to attack specific programs that way, but the risk of it damaging the entire system was too great. It would make a good last resort, but he would prefer something less debilitating.

So what did that leave him? No who could remove the program had any reason to help him, and everyone one else... They most likely wouldn't care that he had been reprogrammed. Some might even think it was about time.

A soft whimper slipped out before he could stop it, but he ruthlessly shoved down the sadness that had surfaced. He didn't need any of them. They couldn't help anyway, so what did it matter whether they cared or not? He was fine on his own.

Of course, he hadn't been fine against Soundwave... but he didn't want to remember that, so he shoved it down too. He didn't need to get caught in _that_ logic loop again. The idea had brought something else to mind though, and his hands fisted against his sides as he mulled over the new idea. Maybe Soundwave _did_ have a reason to help him. The telepath clearly wanted something, and might be willing to assist him in exchange for whatever it was. Soundwave wouldn't go against Megatron's orders, but maybe he could be persuaded to talk to their leader and convince him to have the programming removed.

It was a long shot, and there were so many ways it could go wrong. Soundwave might be refuse to help, or he might ask for more than Starscream was willing to pay. Megatron might ignore them, or punish the Seeker for going behind his back like that. Then there was the question of whether Starscream even had the courage to approach Soundwave with his request.

What if he was wasting his time? It had never been his way to give up without a fight, but what if there was no escape this time? How could he live knowing that he would never again be free?

...Would he even want to?

* * *

><p>"I don't like this," Megatron said flatly. Soundwave sighed in annoyance. He had thought they were past this, but apparently not.<p>

The two mechs stood in Megatron's office once again, safely away from any who might try to listen in. Megatron himself looked thoroughly disgusted, and he radiated anger. Soundwave already knew that he'd been watching Starscream all day and hadn't liked what he'd seen, but the telepath stayed silent. He would have his say when Megatron was done.

"I don't know what you did to Starscream," the warlord continued, but you must have done _something_ more than reprogram him. I've never seen him act the way he did today, and it was only around you. What happened last night?"

As though he cared. He had never done anything but hurt Starscream. He wasn't _allowed_ to care.

"It was necessary to restrain him before reprogramming could commence," Soundwave explained stiffly. "His wing was damaged in the process. Nothing more happened. Query: Why do you care?"

That was the key to dealing with Megatron, Soundwave had found. Accuse him of something as "weak" as caring about another, and many conversations could be redirected, or avoided completely. True to form, Megatron's mindset slid from offensive to defensive, and he shot Soundwave a hard look.

"We've been over this. He's my Second in Command. I need him functioning and able to do his job, _not_ the nervous _wreck_ I saw today."

Well, that was a bit of an exaggeration. Starscream had been jumpy and restless, yes, but that hardly made him a nervous wreck. He'd actually done quite well considering his state of mind. But Soundwave didn't say any of that, and after a few moments Megatron continued.

"If you truly did nothing else to him, then the only cause for his behavior today was the reprogramming. Yet I clearly remember you telling me that it would _not_ have any seriously negative impact on him. Several times in fact. But after you left him here this morning, he almost had some kind of breakdown right in front of me. That isn't normal, and I'm beginning to wonder if this was a mistake."

The warlord's voice was hard, his emotional field angry, and Soundwave was feeling a bit miffed himself. Most likely Megatron had said or done something hurtful and Starscream had been too stressed to deal with it. But perhaps part of the blame _was_ Soundwave's; he'd neglected to mention that reprogramming was much like physical surgery. The modified mind delicate and painful at first, just like fresh welds. Right now Starscream was fragile, mentally and emotionally, and he probably couldn't handle Megatron's normal treatment of him.

Of course, the omission had been deliberate, so Soundwave couldn't come out and say that. He was actually counting on Megatron to push Starscream in his direction through sheer ignorance. But he did need to say _something_ to appease his leader, so he replied,"Starscream was afraid to be reprogrammed. He has yet to accept that it happened, and may try to fight it. He only requires time to adjust."

"But how long will that _take_?" Megatron asked impatiently. "Thanks to the last raid's failure, we need to launch another as soon as possible. We don't _have_ a lot of time."

"Time required: varies by mech. If you wish it, I will help him adjust," Soundwave said. Megatron frowned, then delayed answering by gathering a few reports from his desk. The telepath waited patiently, listening to his unspoken doubts and feeling sure that he wouldn't voice any of them.

Sure enough, all he said was,"How can you help him when he seems to be afraid of you?" A detail which didn't bother him near as much as the question of _how_ Soundwave intended to help. But asking about that would make it seem like he cared, and he'd already been accused of that.

Soundwave couldn't help but smile slightly at his leader's foolishness. Caring was not the weakness Megatron believed it to be. If it was, the Autobots would have been defeated long ago. Maybe he would live long enough to realize that, but probably not.

"I will speak to him," Soundwave said. "Status: important. He and I still have to work together, so he has to accept what I did." He coupled his words with a telepathic nudge, reminding Megatron of his own trustworthiness. After a few moments the warlord gave a slow nod, seemingly convinced.

"Alright. You seem to know what you're doing, and you've never failed me before. But I'm trusting your judgement on this. If something goes wrong, it's on _your_ head."

"Acknowledged."

* * *

><p>Starscream had decided to risk talking to Soundwave. He didn't want to, and a large part of him recoiled from the very <em>idea<em> of being alone with the telepath, but he had to. This was the only thing he could come up with that might work, and time was against him. If he wanted the program removed with minimal damage he had to act sooner, not later.

So now he was standing outside Soundwave's quarters, wishing he had more choices. It wasn't too late to go directly to Megatron, but he had already determined that it wouldn't do any good. He was beginning to wonder how much the new program was influencing that decision though, because the uselessness of arguing had never stopped him before. Nothing had changed except for that one thing, and he shivered when he realized his behavior was already being affected. He _had _to get things put right.

If only there was another way...

He was still standing there, fighting with himself, when a hand on his wing jolted him from his thoughts. He spun around, cursing himself for zoning out again, and stumbled back when he found Soundwave standing in front of him. Then he felt the cold press of the wall behind him, and suddenly the hallway was gone. He was back _there_, struggling as he was pinned against his door, a single sheet of metal between him and escape, and he _just wasn't strong enough_...

Little by little he became aware of arms around him, holding him as he fought and begged to be let go. His own arms were trapped against his chest, and it slowly sank in that he couldn't kick because he was sitting. Finally he remembered that what he was fighting had already happened, and his panic was replaced by despair. His struggles subsided into full-body shudders as his vents stuttered and stalled. He couldn't _live_ like this! He just _couldn't_!

"Calm down," Soundwave said, sternly but quietly. "You'll damage your systems that way." Then, when that yielded no results, he raised a hand and began lightly stroking the back of the Seeker's head. At first Starscream cringed away from the touches that inevitably brushed his access panel, but he gave up when they kept coming. He just stared at his own hands, curled into useless fists against Soundwave's chest, and wished he had been smart enough to stay away.

He paid no attention to his chronometer, so he had no idea how long they stayed there. After glancing around and spotting a desk on the edge of his vision, he didn't even care much. They weren't in the hall, so no one was going to see them, and it barely registered that he was apparently in Soundwave's domain. All that mattered was gathering the memories related to his flashback and hiding them, burying them under less painful recollections and hoping they would stay there until he was ready to deal with them. Which would probably be never. Nothing that hurt so much was worth revisiting.

He felt calmer by the time he was finished, perhaps more so than was normal for the circumstances. He couldn't stop trembling though, and the sensation of being trapped kept his fear alive. He was sure that his proximity to Soundwave was the problem, and he wanted to pull away, but something stopped him. He opened his hands and pressed them against the other's chest, ready to push off, but...

"Why are you doing this?" he asked, doing his best to keep his voice steady. "Why are you being _nice_ to me?" The question felt strange to ask, but he had to. He couldn't handle the uncertainty along with everything else.

"I do not wish to see you like this," Soundwave said. "Megatron has gone too far this time."

Starscream scowled a little at that, taking it as an insult to his intelligence. "I want the truth, Soundwave!"

"Suggestion: let me explain. I know the dangers of reprogramming. I argued against it. However, Megatron doesn't care how well you function as long as you can no longer resist him. I had no choice once he threatened to send you to Shockwave."

"But..." Starscream shuddered, curling in on himself as a strong sense of hopelessness welled up inside him. If that was true, there was nothing Soundwave _could_ do to help him. He was trapped. Something about that story _did_ seem off, but he was too distressed to figure out what.

"Why?" he whispered, slumping lower and resting his head between his hands. "Why did he... What did I _do_?"

Soundwave remained silent for a moment, hand stilling on the Seeker's head. Then he resumed his careful petting and said, "Did you ask him that?"

Starscream hesitated this time, unsure how he should answer. He was better at reading vocal tones than movements, and he didn't like the way that question was asked. There was an edge to that otherwise flat voice that unnerved him, leaving him reluctant to say anything. So he stayed silent, flinching away from Soundwave's hand when it moved to his chin and forced him to look up. The arm around him tightened at the same time, and every story he had ever heard about optical contact aiding telepathy came back to him. He shoved hard against Soundwave's chest, shutting off his optics as he tried to turn his head away. But he was so _tired_... What had the telepath done while they were talking?

"Starscream, it's alright," Soundwave said soothingly. "Calm down. I'm not going to hurt you."

"Stop _saying_ that!" Starscream burst out, still straining against the arm pinning him. "You keep saying that, but you keep doing it! What- what did you _do_ to me?"

"You need rest. A poor physical condition is more stress than your mind can handle right now." The hand on his face shifted, the thumb rubbing gentle circles under his optic, and he couldn't move away; he'd already turned his head farther than what was comfortable.

"Your frame understands things your mind doesn't," Soundwave continued softly. "Your mind is afraid of me, but your frame recognizes and accepts the comfort I'm offering. Combined with your exhaustion, recharge is a natural outcome."

Starscream wanted to argue that, but it was hard to dispute something that actually seemed to be happening.

His mouth worked silently for a few moments before he managed, "It was still deliberate though."

"You don't need to fear me. I only wish to prove that." Soundwave's hold loosened somewhat, and Starscream briefly considered bringing out the acid now that his arms had more mobility. But he wasn't stupid enough to provoke a fight he could neither escape nor finish, so he stayed still, trying to think of a way out. It seemed like his only option was to play along though, and he resigned himself to it with a sigh.

"You won't do anything?" he asked quietly, not having to fake his nervousness. It wasn't like he could do much to defend himself, even if he had to.

"Negative," Soundwave replied. "Nothing will happen. I promise."

Starscream didn't believe him, but he gave a small nod and forced himself to relax. His instincts were screaming that Soundwave couldn't be trusted, and that coming here had been a bad idea, but he allowed himself to be resettled against the telepath's chest. If nothing else, he was used to doing things he didn't like in the name of self-preservation. He just had to avoid similar situations in the future.

It was almost frightening how quickly his frame relaxed once he made a conscious effort to stop resisting. He knew that it was dangerous, that one should _never_ drop their guard around a proven enemy, yet somehow he was doing just that. He had to have been glitching or something, because there was no way he would still be here if he was thinking straight. He tried to stay awake, regardless of how tired he was, but it soon proved useless.

His last thought before darkness claimed him was to hope this wasn't a big mistake.

* * *

><p>Soundwave gazed silently at the now-motionless Seeker in his arms, optics dim behind his visor. It had taken a lot of telepathic proding to get Starscream calm enough to even speak with after that flashback, and one wrong move had almost set him off again. Getting him to sleep had been harder by far, and it wouldn't have worked if he hadn't been so worn out. Maybe not even then, under normal circumstances. But that was why he had established an empathic link with Starscream after Ravage told him how badly the Seeker was coping. Such a link was basically a direct tie to another's emotional cortex, making them easier to influence than usual. Given how badly Starscream had reacted to his appearance earlier, it seemed to have been a good idea.<p>

The blue mech sighed, shaking his head. He was pretty sure Starscream didn't know why he had been reprogrammed, and it had to stay that way. Megatron was easy enough to deceive, but Starscream wouldn't be so trusting if he found any inconsistencies. He really was too clever for his own good sometimes.

Soundwave shifted his grip on Starscream, leaning him more against one arm and brushing his fingers over the flier's face. Sometimes Starscream reminded him of a rebellious youngling; good at getting into trouble, but not so much at getting out. What the Seeker needed was proper guidance, someone to help him off the self-destructive path he was on. But no one cared enough to do that.

Until now. Starscream was too used to abuse to see it, but he really did want to help him, and eventually the younger mech would realize that.

He just needed to make sure Megatron didn't interfere.

* * *

><p><strong>We were kind of blurring the line at the end, but I wanted to say that there will be no slash between Soundwave and Starscream. I just figure that since he's a telepath who caries other bots in his chest, Soundwave's idea of personal space and privacy are a bit different from the norm. His intentions are... well, as innocent as the circumstances allow.<strong>

**Anyway, next time we'll finally get an unbiased account of what Megatron really thinks of all this, and a few more characters will show up too. But since this story is getting about as dark as an arctic winter, I'm taking a short break to write something more lighthearted for the holidays. The next chapter will come out sometime after that.**


	4. Struggles Inside

** First off, if you read chapter three _before _Nov 25th_, _you read an incomplete chapter. Several paragraphs were somehow deleted from the last update, and had to be replaced. If you first read after the 25th, you're fine. If not, you may want to go back and reread what happened after Starscream's flashback.**

**That said, I was honestly surprised that some of you expressed disapointment when I took my break. So, in appreciation, here's a nice long chapter for all of you. At 5000+ words, it's the longest chapter I've ever written, so I hope you enjoy.**

* * *

><p>The walls between<br>You and I  
>Always pushing us apart<br>Nothing left but scars  
>Fight after fight<br>-The Older I Get, Skillet

* * *

><p>Starscream sat motionless in the darkness, crosslegged on Soundwave's berth. His optics, dim and narrow, were fixed on the floor where the telepath lay recharging. His own recharge had been fitful at best, haunted by memories of being trapped and helpless while a cold presence invaded his mind. He'd awakened some time ago, too scared to move, or even make any sort of noise. He was glad of that now, because it meant he hadn't woken Soundwave. Ravage had been awake already, but the felinoid had done nothing except watch him from the foot of the berth, so he mostly ignored the small bot.<p>

That paralyzing terror had long since faded, reduced to a level he could handle. But this was a good fear, one that made him cautious without clouding his thoughts. If he had to be afraid, this was safer than the near panic that brought him to this room in the first place. He would never have come here if he'd been thinking straight, and wasn't even sure now why he _had_ come. The moment was over, and the mindset couldn't be reclaimed.

Still, there was a coldly pragmatic part of him that felt some good had come of it. He had learned that Soundwave couldn't - or _wouldn't_ - help him, and that the telepath had done far worse than merely follow orders. Soundwave could claim that he argued against this all he wanted, but if that was true, why was Starscream now under the influence of one of the most despicable programs ever written? It was a safe bet that Megatron didn't know one program from another, so Soundwave had to have chosen it. But if he truly hadn't wanted to do this, why would he choose _this_ one?

Starscream wasn't going to ask. He didn't care _why_ Soundwave had done it. All that mattered was that he had, and it clearly wasn't disturbing his rest.

The Seeker lowered his head, shifting his gaze to his own fisted hands. He could feel the anger building inside him, a familiar heat burning through his circuits. He welcomed it. But this was neither the time nor the place to release it, and he knew he wouldn't be able to hold it for long if he stayed here. So he finally moved, shifting quietly to the edge of the berth. Ravage moved too, crouching low and growling softly. Starscream shot him a glare, wings rising in a threatening display of his own.

"Shut up," he hissed irritably. "All I want is to get out of here. I'm not about to _attack_ anyone!" Not that it wasn't tempting, he added silently. He stepped around Soundwave as quietly as he could manage, then slipped passed a large monitor sitting on a table. Laserbeak and Buzzsaw were perched in front of the monitor, and he could see Rumble and Frenzy crowded together in the desk chair.

With so many bots around he was sure he would wake _someone,_ but he finally made it to the door and looked back at Ravage. The felinoid had never once dropped his gaze from the Seeker, and they stared restlessly at each other for several seconds after optical contact was made. Then Ravage settled again, lowering his head in a way that looked remarkably like a nod, and the door slid open. Starscream narrowed his optics, confused and suspicious, but his desire to escape overrode his uneasiness. He slipped out into the hallway, and was already walking when the door shut behind him.

Starscream hadn't realized how afraid he was of being caught until relief drew the tension from his frame. His wings drooped low as previously taut cables relaxed, and it was easier to be quiet now that his joints could work more smoothly. But as glad as he was to be out, the restless fear refused to be soothed.

He _had_ to find a way out of this mess before it drove him insane. He didn't know how much of his behavior tonight had been his usual instability, nor how much had been influenced by the program. But he did know that it would only get worse, and that his ability to fight back was limited. After all, he was technically a slave now, and all slaves shared certain characteristics: They couldn't refuse a direct order from their masters, nor harm the bot who "owned" them. If Megatron told him to do something, he would have to do it, even if it went against his very nature.

Well. In theory. There were recorded cases where slaves _had_ been able to act against their programming, but those involved extreme circumstances. In the majority of such cases, the bots in question were trying to help someone they cared about, and not all succeeded. It was almost strange, though, the things some bots could do when friends and loved ones were in danger. In a way, Starscream could understand it. He knew first hand how fear for one's friends could motivate a mech. But that would never work for him now, and the sad truth was, it was all his fault.

Looking back, he wasn't entirely sure what had possessed him to damage his own coding. From a purely factual standpoint, he knew he did it to avoid the pain of caring about others. He did it because he was hurting after Skyfire's disappearance, and the fledgling war had left him afraid to get close to anyone. He did it to avoid the trauma of killing and seeing others killed. Did it because he wanted to join the Decepticons as a warrior, not a scientist, and warriors had to be strong.

He knew that he'd been in a bad state of mind, mourning his lost friend and hating himself for abandoning the search. He remembered wanting desperately to never feel like that again. But he just _couldn't_ recall why he'd thought reprogramming himself was the answer.

Of course, "reprogramming" wasn't the right term. That had been his first - and only - attempt at using a virus to change coding, and it had actually worked. Sort of. He'd lost some code that he had meant to keep, and a few lines survived that shouldn't have, but the end result had been good enough. He couldn't easily get close to others now, much less care about them, and it was better that way. He was a social mech at spark, he couldn't do anything about that, but he was fine as long as he could keep his distance emotionally.

There were times though, bad times like this, when he wondered if he had been suffering from temporary insanity when he did that. Sane mechs didn't go around damaging themselves, especially in such major ways. Sane mechs didn't refuse to have the damage repaired while struggling to get through a simple conversation. _Surely_ he could have coped with things the same way other bots did. _Why_ did he have to take such extreme measures?

Why was he thinking about this anyway? It was ancient history. Old news.

...How long had he been standing outside his quarters like an idiot?

"I'm losing my mind," he muttered, typing in the door code. "Thanks a lot, Soundwave."

All he could think to do about his current situation was carry on as normally as possible until he could figure something out. It would do him no good to panic about it like he'd been doing, and it might actually make things worse. He needed to be rational about this.

If only he was better at staying rational when his emotions got involved.

* * *

><p>This was getting ridiculous.<p>

Megatron lowered the datapad he held onto his desk, glaring at the images playing across the screen. He was trying to study the collection of footage Laserbeak had brought back from the _Ark_, having decided to steal the Autobots' matter replicator. But he couldn't concentrate, and he didn't have to look far to figure out why.

Starscream. It was _always_ Starscream.

Giving up on his review for the time being, Megatron shut off the datapad and stood up, moving to the window of his office. There was nothing to see but black water and the reflection of the room behind him, but he didn't care about the view. He didn't even really see it, being too focused on the problem that was demanding his attention.

Megatron clearly remembered the first time Soundwave suggested reprogramming Starscream. It was while the Seeker in question was altering the Combaticons, which, ironically, may have been where the idea came from. Soundwave had voiced concern over Megatron's decision to take Starscream back, especially after his last bid for power came so close to succeeding. But while Megatron had agreed that Starscream needed to be controlled, he had also been sceptical about the proposed solution. Coding wasn't a field he knew much about, and while he would happily order Autobots or renegade soldiers reprogrammed, an officer was a different matter. If anything went wrong, Starscream wouldn't be easily replaced. His exile had proven that much.

Still, Soundwave sold the idea well. He presented it as a method of correction rather than a punishment, something they had every right to utilize after Starscream's long line of transgressions. He had been quite firm in saying that it would have few harmful effects, and those could be dealt with as they appeared. Then there were the benefits: Megatron would never again have to worry about whether or not his Second could be trusted. The endless takeover attempts would stop, giving them all more time to focus on defeating Autobots. The idea of having complete control over the Seeker did appeal to Megatron's desire for power, yet he'd found himself unsure. Even now, when it was already done, he was unsure.

He lowered his head slightly and shut off his optics, feeling the strut-deep heaviness that came from doing too much without sufficient rest. He took what he could, but he never seemed to have time. There were always plans to be made, Autobots to fight, uprisings to stop. Even when he wasn't actively working, there were resources and the state of his army to worry about. He didn't need one Seeker's endless drama on top of everything else he had to deal with. He had hoped that last one would be less of a problem with Starscream reprogrammed, but so far it only seemed to have grown worse.

Maybe he shouldn't have allowed it. But in the end, what choice did he have? Just days ago, Soundwave had come to report that Starscream was plotting again, and that he had something unforgivable in mind this time: Convince the Autobots to help him get rid of Megatron, negotiate a "truce" while he established his leadership among the Decepticons, then turn around and resume the war.

It was exactly the sort of simplistic, deceitful scheme Megatron would expect of Starscream, and of course it was doomed to failure. The Autobots might be willing to "help" if it meant leaving their enemies with a weaker leader, but Megatron would never let it get that far. Nor would Starscream be able to talk his way out of it, because he would be guilty of conspiring with the enemy. It wasn't harmless trickery like the Constructicons helping the Autobot builders with a solar tower that they intended to steal. Megatron wouldn't be able to offer Starscream a way out like he had when the latter teamed up with Red Alert. This time he would have no choice but to kill the treacherous Seeker, if only because he would seem weak if he dismissed something of such magnitude.

Well, maybe he was weak. He could tell himself, and others, that he only kept Starscream around for his usefulness, but that was only part of it. He just didn't _want_ to kill the Seeker. He never had, though he didn't know why. He only knew that if any other mech had tried to form an alliance with Autobots in an attempted takeover, he would have killed them without hesitation. Why was it so _hard_ to treat Starscream the same way?

At the time he merely ordered Soundwave to watch Starscream and report back if he decided to act on his new idea. But he didn't know what he would have done if that disastrous raid hadn't occurred the very next day.

At first the battle had been fairly normal, aside from the number of combatants involved. Megatron had brought a large force in an effort to gather as much energon as they could in the shortest time possible. The Autobots had responded with a sizable force of their own, which included the Dinobots and Aerialbots. With Superion keeping Menasor busy, Megatron, Soundwave, and the Insecticons had been outnumbered on the ground. That hadn't mattered so much when the Seekers were providing air support, but at some point they had stopped. Megatron wasn't sure when, as he'd been busy fighting both Optimus Prime and Grimlock at the time, but he'd eventually noticed that the sky was empty.

He made a mistake then. He'd spotted Starscream and Ramjet fighting together on the ground, placing themselves in more danger at the cost of effectiveness, and had been furious. His only concern was to get the Seekers back where they would do the most good, without the luxury of time to wonder why they weren't still there.

Well, he'd certainly found out.

If he was honest with himself, he knew Starscream had only been trying to keep his unit alive without pulling out entirely. But Megatron had blamed the failed raid on him anyway, because the Seekers hadn't been where they were needed. It was wrong, but it was easier to get angry at someone else than to admit his own mistake.

Still, maybe the raid wasn't a complete failure. Astrotrain escaped with enough energon to fuel the Earthbound troops for a few days, and the battle had also proven to Megatron that he couldn't just kill Starscream. For all his faults, the Seeker knew what he was doing in the air, and training a replacement would take too long. But there was no need to kill him for something he hadn't even done yet, and if reprogramming him was the only way to _keep_ him from doing it... so be it. He didn't like it, and he didn't really believe that it wouldn't damage Starscream in some way, but he had no choice. Nothing else he could do would deter the stubborn flier for long.

So why did it still feel like another mistake?

The warlord gave a low growl of frustration, optics flashing online as he turned from the window. He knew the answer to that question. How could he not after seeing the look on Starscream's face when he accused the Seeker of being the one at fault? The fear, the shocked disbelief, the _hurt_, were all burned into his memory banks. He'd said those things to distract Starscream from the question of why he'd given the order, as well as to convince himself that the troublesome mech deserved reprogramming. It had worked a bit too well on the first point, and not nearly well enough on the second, but what else could he do? Admit that he'd done it so he wouldn't have to kill the Seeker?

Megatron scowled and returned to his desk, picking up the surveillance datapad. For several seconds he stood motionless, glaring at the device in his hand as though it was the cause of all his problems. Then he subspaced it for future study and left the room, silently cursing Starscream's idiotic ideas. He absolutely _hated_ feeling weak, and his reluctance to just get rid of the flying nuisance made him feel exactly that. He also hated to doubt himself, which he was thanks to Soundwave's equally idiotic idea, but it would be far more satisfying to vent his frustration on Starscream.

Besides, he wanted to know how much control he now had over Starscream, and how well the Seeker could resist. He'd come up with a good test, an order Starscream was sure to fight, which he'd meant to give the day before. He had decided to wait after seeing how poorly the flier was handling things, but he was definitely in a more malicious mood today. Starscream wasn't getting off so easily this time.

* * *

><p>The training room was one of the largest rooms in the base. It had everything necessary for simulations and target practice, with plenty of extra space for sparring. It was also close to the med bay, and for good reason: The only rule was that no one was allowed to kill anyone else. For most Decepticons it was a favored place to spend their free time, as well as a place to settle disputes.<p>

For some, however, this last made it hard to get things done.

"Stop, stop, _stop!"_ Starscream burst out furiously. He shoved himself off of Thrust, whom he'd been pinning, and marched over to where Skywarp and Dirge were flailing around on the floor. He stomped hard on one of Dirge's wings, earning a pained yelp, and caught Skywarp around the middle, dragging him off the blue Seeker. He twisted sharply and dropped Skywarp next to Dirge, leveling a weapon at the former when Skywarp looked ready to continue the fight.

"I said _stop,"_ Starscream snarled. "What the frag are you two _doing?_ You," he glared at Skywarp, "You know better than that! When your opponent yields, the fight is _over._ You do _not_ keep pounding them into scrap!"

"He deserved it!" Skywarp protested, but Starscream cut him off.

"I don't care about your stupid personal squabbles! _I_ organized this training session, and you're going to follow the rules I laid down! If you want to slag each other afterward, fine. See if I care. But you can wait till then!"

"What does it matter anyway?" Skywarp demanded, sitting up in spite of the weapon aimed at him. "Thundercracker's the only one of us who gives a frag about honor, so why not fight dirty? That's how we'd fight Autobots!"

"It matters because, as Hook loves to remind me, our resources are limited. If we fight each other the same way we fight Autobots, without rules or restrictions, we're going to need repairs after every session. It's a waste of resources, and it costs us time we could spend training. Believe it or not, I don't just make these rules for fun!"

"Coulda fooled me," Skywarp scoffed. "We all know you love to be in charge."

Starscream was tempted to shoot his insolent Trinemate, but instead he stepped back and lowered his weapon, giving Skywarp silent permission to get up. Then he turned to the other Seekers, who had been watching the confrontation. He cast a cursory glance at Dirge, who seemed more bitter than hurt, then snapped, "As for the of you, your performances today have been pathetic! Are you even _trying_ to take this seriously?"

"What's the point?" Thrust asked sullenly. "We're _Seekers._ We attack from the _sky. _Let the _grounders_ do the hand-to-hand fighting, that's what they're there for."

"If that's how you feel, I can schedule some private lessons with Onslaught," Starscream said coldly. "I'm sure he'd be happy to teach you some respect for antiaircraft weapons." Thrust started to reply, but the Air Commander interrupted, indicating two of their number. "Thundercracker and Ramjet have the strongest armor of all of us, and they weren't hit directly. But a _single shot each_ was enough to take them down. Any one of the rest of us would be _torn apart_ if we were hit, even indirectly. But if you want to risk that, Thrust, go ahead. You'll be a good lesson for the others."

The assembled Seekers glanced at one another, and especially at the pair who'd been shot down two days previously. They had only been released from the med bay that morning, and weren't technically supposed to be straining their welds so soon. But Starscream had made no allowance for that beyond letting them fight each other instead of healthier opponents. That was just how the Decepticons worked; unless Hook ordered otherwise, injuries were no excuse to skip training or duty shifts.

At length, Thrust gave a quiet huff and looked away, crossing his arms over his chest. But as he backed down, Thundercracker spoke up. "What about Megatron? It doesn't matter how well we can fight on the ground, he's still going to want us in the air."

Starscream snarled and spun toward the other Seeker, wings high and swept back in preparation for a fight. "Who's the Air Commander, me or him? I don't _care_ what that- that-" But he couldn't go on. Something in him was resisting, unwilling to voice the familiar insults, and he had a good idea what. Some of his anger bled away, replaced by anxiety, but he shoved it aside and grudgingly rethought his word choice.

"If Megatron has a problem with it, he can say so. But until then, I want us out of the air whenever the Autobots bring their new toys with them. And yes, that means we're going to spend more time on our hand-to-hand training. Which we need to do anyway, judging by the way you lot have been fighting. So stop arguing with me, follow the fragging rules, and-"

He fell abruptly silent when the others looked to one side, all of their wings twitching down and back. Limited though his nonverbal vocabulary was, that was a movement he had no trouble reading. It was a sign of both fear and respect, and usually indicated submission to a more dominant bot. But there was only one bot who could get this reaction from all five Seekers, and it wasn't Starscream.

Suddenly very nervous, he turned his head, staring at the doorway that was just visible beyond his wingtip. His own wings lowered when he saw Megatron approaching, but he barely noticed. The warlord appeared to be in a dark mood, and that could only mean bad things. Probably _very_ bad judging by the way those crimson optics were fixed on him. But why? He hadn't done anything the slightest bit treasonous since they last spoke, unless training the troops was now a crime.

Actually, it probably _was_ a crime if he was now expected to get permission before he did anything. But that was stupid, and he irritably crushed the idea. He was an _officer,_ for Primus' sake! He didn't need permission to do his job, no matter what some bundle of code wanted him to think.

He was too busy arguing with himself to notice immediately when Megatron dismissed the other Seekers. He _did_ notice when they hurried from the room, however, and only Ramjet spared him a backward glance before leaving.

Unwilling to look at his leader, he quickly scanned the room for other signs of life. Unfortunately, bots had a tendency to vacate the training room whenever an entire team showed up, so he and Megatron were quite alone. He slowly dropped his gaze to the floor and waited, strangely reluctant to break the silence. Or maybe not so strange, if the fragging program was at work.

"Why do you keep doing that?" Megatron spoke before he could resume his internal argument, and he looked up in surprise.

"Doing what?" he asked, honestly confused. Megatron made an impatient noise.

"You know what I mean. One minute you're fine, the next you just stop. You were doing it all day yesterday, and I want to know why."

It took a moment for Starscream to figure out what he meant. Then he grimaced, cursing himself for not realizing someone might notice his lapses. He had no clue what to say, and his lips moved silently for a few seconds before he managed, "I guess I didn't notice. I just start thinking and then..."

He trailed off, gesturing meaninglessly with his hands while he tried to repress the guilt creeping into his spark. He was _not_ going to feel guilty for lying to Megatron. Besides, it wasn't really a lie. He had no evidence that he was doing anything more than thinking too deeply.

"Does it have anything to do with you being reprogrammed?" Megatron asked bluntly. Starscream folded his arms and stared at the floor.

"Most likely. Bots _generally_ have trouble adapting when they're programmed in ways that conflict with their natures." Even as he said it, he was cringing inwardly at the passive-aggressive reply. He could usually get away with sarcasm, and perhaps some mockery if Megatron was in a reasonable mood, but outright hostility almost always resulted in pain.

So he was thrown off when, instead of hitting him, Megatron calmly asked, "How much do you know about programming?"

The Seeker lifted his head warily, wings flicking as he met his leader's thoughtful gaze. "A lot..." he admitted slowly.

Megatron gave a short nod. "Then tell me something. Will your new programming make you follow _any_ order I give?"

Starscream shuddered and looked away again, this time offlining his optics. He had known, of course, that Megatron would want to experiment with this new level of control. But it was still hard to accept that he couldn't refuse whatever came next.

"The only limits are the ones you set," he said, voice little more than a whisper. "I can't obey an order that goes against the directives."

"So even if I ordered you to attack me, you wouldn't be able to," the warlord mused. "What if I wanted you to do something potentially suicidal? When does self-preservation step in?"

"It doesn't," Starscream said dully. There was nothing more to say on that matter, but Megatron apparently thought otherwise.

"I find that hard to believe," he said. "If an order puts a mech's life was in danger, wouldn't he resist that order?"

"He could try, but... These programs..." The Seeker shook his head. "They take over completely. Adapting takes time, but once it's done, most bots couldn't resist if they wanted to. And usually they _don't_ want to anymore."

"And if the mech was newly reprogrammmed?"

Starscream hesitated, not liking where this was going. "What do you mean?"

Megatron's tone was too casual for the words that came next. "If I gave you a dangerous order right now, would you try to fight it?"

"I- I don't-" Starscream glanced around quickly, searching for some way to avoid whatever his leader had in mind. Then a large hand came down on his shoulder, gripping just tightly enough to hurt, and he looked up with a wince.

"I think you would," Megatron said, answering his own question. "It's never been your way to make things easy when you can fight instead. I would honestly be disappointed if you _didn't_ fight." The pressure on Starscream's shoulder increased, forcing a small cry from the Seeker as he hunched over and clawed at the warlord's hand. Megatron smiled coldly, but his voice was hard when he added, "It would take the satisfaction out of finally breaking you."

He threw the smaller mech to the floor, earning another pained cry when Starscream landed on his still-aching wing. The Seeker rolled off it without thinking, then knelt on the floor and stared fearfully up at Megatron. A small part of him noticed that he was reacting more strongly than usual, but the rest of him only cared about not making his leader any angrier.

Megatron knelt in front of him, face now a hard mask, and rapped a finger against his cockpit. "Open your spark chamber."

"W-what?" Starscream shrank back, optics wide with shock. He had expected _something_ bad after that line of questioning, but _this?_

"You heard me," Megatron said. "Open it and stay still."

He didn't want to. Exposing ones spark to a gladiator, even a former gladiator, was like standing on a hill in a thunderstorm and expecting not to be hit by lighting. It was stupid, crazy, and had a very high fatality rate. But the program, that unwelcome, self-defeating addition to his mind, didn't care about that. It had heard an order, and its only concern now was obeying.

He tried to resist, of course, even knowing how useless it was. It didn't hurt, which surprised him. It was more like being restrained than beaten into submission. But it was effective, and as hard as he fought, it wasn't enough. When his chestplates finally parted, he gave in and just huddled there, head lowered, hoping he would survive this.

Megatron raised a hand toward him, and he held himself as still as possible when a single finger brushed over his spark crystal, barely touching. The action repeated a moment later, more firmly than before, but still undeniably careful.

"So it's true," Megatron muttered, seeming to speak to himself more than Starscream. "I could crush your spark easily, and you know it. But you truly can't do anything to stop me, can you?"

His fingers slid around the fragile crystal as he spoke, and Starscream's vents stalled in expectation of pain. But the contact remained light, silently acknowledging the need to be careful, and Starscream realized in confused amazement that Megatron was trying _not_ to hurt him. He glanced up, sure that he was misreading things, and his disbelief must have showed on his face because Megatron spoke again.

"No, Starscream. I'm not going to hurt you this time. Do you know why?" He paused until the Seeker cautiously shook his head, then continued. "Because believe it or not, I'm not completely sparkless. I'm not going to take advantage of your programming to hurt you, because for all practical purposes, I own you now. That means I'm responsible for what happens to you, and I take my responsibilities seriously. Remember that."

He drew back, removing his hand from the flier's chest and standing up. Then he walked away without a backward glance, leaving Starscream to close his chestplates and wonder what that was about. He would swear Megatron had been even more bothered by just happened than Starscream himself had been, but that was impossible.

Wasn't it?


End file.
